Q - EVgo

Previous wording

The following discussion and analysis provide information that we believe is relevant to an assessment and understanding of our consolidated results of operations and financial condition. The discussion should be read in conjunction with our unaudited condensed consolidated financial statements and the related notes thereto as of March 31, 2025 and December 31, 2024 and for the three months ended March 31, 2025 and 2024 included elsewhere in this Quarterly Report and the audited consolidated financial statements and related notes thereto as of and for the year ended December 31, 2024 and 2023 contained in the Annual Report. In addition to historical information, this discussion contains forward-looking statements that involve numerous risks, uncertainties, and assumptions that could cause our actual results to differ materially from our expectations due to a number of factors, including those discussed in the sections entitled “Risk Factors” and “Cautionary Statement Regarding Forward-Looking Statements” in this Quarterly Report.

Current wording

The following discussion and analysis provide information that we believe is relevant to an assessment and understanding of our consolidated results of operations and financial condition. The discussion should be read in conjunction with our unaudited condensed consolidated financial statements and the related notes thereto as of June 30, 2025 and December 31, 2024 and for the three and six months ended June 30, 2025 and 2024 included elsewhere in this Quarterly Report and the audited consolidated financial statements and related notes thereto as of and for the year ended December 31, 2024 and 2023 contained in the Annual Report. In addition to historical information, this discussion contains forward-looking statements that involve numerous risks, uncertainties, and assumptions that could cause our actual results to differ materially from our expectations due to a number of factors, including those discussed in the sections entitled “Risk Factors” and “Cautionary Statement Regarding Forward-Looking Statements” in this Quarterly Report.

Previous wording

Our revenue is generated across various business lines. The majority of our revenue is generated from the sale of charging services, which are comprised of retail, commercial and OEM business lines, and our eXtend offering. In addition, we generate ancillary revenue through services provided to dedicated fleets, the sale of data services and consumer retail services. We also offer network services to OEM customers, including branding and memberships. Finally, as a result of owning and operating the EV charging stations, we earn regulatory credits such as LCFS credits, which are sold to generate additional revenue.

Current wording

Our revenue is generated across various business lines. The majority of our revenue is generated from the sale of charging services, which are comprised of retail, commercial and OEM business lines, and our eXtend offering. In addition, we generate ancillary revenue through services provided to dedicated fleets, which includes both operating and sales-type lease structures, the sale of data services and consumer retail services. We also offer network services to

Previous wording

Interest expense consists of interest expense from the amortization of deferred debt issuance costs and interest expense incurred on long-term debt.

Current wording

Interest expense consists of interest expense from the amortization of deferred debt issuance costs and interest expense incurred on long-term debt, net of amounts capitalized.

Previous wording

accelerate at a rapid pace. Factors impacting the adoption of EVs include perceptions about EV features, quality, safety, performance and cost; perceptions about the limited range over which EVs may be driven on a single battery charge; availability of services for EVs; consumers’ perception about the convenience, speed, reliability and cost of EV charging; volatility in the price of gasoline and diesel; EV supply chain shortages and disruptions including, but not limited to, availability of certain components (e.g., semiconductors and critical raw materials necessary for the production of EVs and EV batteries), the ability of EV OEMs to ramp-up EV production and/or allocate sufficient quantities of EV models to the U.S. market; domestic content requirements or other policy constraints; availability of batteries and battery materials; availability, cost and desirability of other alternative fuel vehicles, including plug-in hybrid EVs and high fuel-economy gasoline and diesel-powered vehicles; increases in fuel efficiency; regulations applicable to vehicle emissions and fuel economy; and availability of federal and state credits for EV purchases. In addition, macroeconomic factors could impact demand for EVs, particularly since the sales price of EVs can be more expensive than traditional gasoline-powered vehicles. If the market for EVs does not develop as expected or if there is any slowdown or delay in overall adoption of EVs, our business, financial condition and results of operations may be materially and adversely affected.

Current wording

Our revenue growth is largely a result of the adoption and continued acceptance and usage of passenger and commercial EVs, which we believe drives the demand for electricity, charging infrastructure and charging services. The market for EVs is still rapidly evolving and, although demand for EVs has grown in recent years, there is no guarantee of such future demand. Additionally, as demand increases, the supply must keep pace for adoption to continue to accelerate at a rapid pace. Factors impacting the adoption of EVs include perceptions about EV features, quality, safety, performance and cost; perceptions about the limited range over which EVs may be driven on a single battery charge; availability of services for EVs; consumers’ perception about the convenience, speed, reliability and cost of EV charging; volatility in the price of gasoline and diesel; EV supply chain shortages and disruptions including, but not limited to, availability of certain components (e.g., semiconductors and critical raw materials necessary for the production of EVs and EV batteries), the ability of EV OEMs to ramp-up EV production and/or allocate sufficient quantities of EV models to the U.S. market; domestic content requirements or other policy constraints; availability of batteries and battery materials; availability, cost and desirability of other alternative fuel vehicles, including plug-in hybrid EVs and high fuel-economy gasoline and diesel-powered vehicles; increases in fuel efficiency; regulations applicable to vehicle emissions and fuel economy; and availability of federal and state credits for EV purchases. In addition, macroeconomic factors could impact demand for EVs, particularly since the sales price of EVs can be more expensive than traditional gasoline-powered vehicles. If the market for EVs does not develop as expected or if there is any slowdown or delay in overall adoption of EVs, our business, financial condition and results of operations may be materially and adversely affected.

Previous wording

The current administration has initiated, and may continue to initiate, a series of new policies, including but not limited to tariffs and global trade, tax law and environmental policy, which may impact our business. During the last several years, the global economy has experienced disruption and sustained volatility due to a number of factors, such as the conflict between Russia and Ukraine and the conflict between Israel and the broader Middle East region, which have led to disruptions, instability and volatility in global markets and industries and will likely continue to lead to geopolitical instability, market uncertainty and supply disruptions. Additionally, uncertainties in trade policy, including the implementation of tariffs and the resulting creating or expansion of potential trade wars between countries in which we source our components, and recent inflationary pressures have resulted in, and may continue to result in, increases to the costs of charging equipment and personnel, which could in turn cause capital expenditures and operating costs to rise. We continue to analyze the impact that existing tariffs have on our business and actions we can take to minimize their impact, while also monitoring for any changes to such tariffs or implementation of potential new tariffs. We remain vigilant of factors that may have the effect of raising the cost of capital and depressing economic growth.

Current wording

Additionally, uncertainties in trade policy, including the implementation of tariffs and the resulting creating or expansion of potential trade wars between countries in which we source our components, and recent inflationary pressures have resulted in, and may continue to result in, increases to the costs of charging equipment and personnel, which could in turn cause capital expenditures and operating costs to rise. We continue to analyze the impact that existing tariffs have on our business and actions we can take to minimize their impact, while also monitoring for any changes to such tariffs or implementation of potential new tariffs. We remain vigilant of factors that may have the effect of raising the cost of capital and depressing economic growth.

Previous wording

The current economic environment remains uncertain, and the extent to which our operating and financial results for future periods will be impacted by the conflicts in Ukraine, Israel and the broader Middle East region, rates of inflation, instability in the financial services sector, supply-chain disruptions, governmental implementation of tariffs or other changes in restrictions on trade and efforts to reduce inflation and any recession will largely depend on future developments, which are highly uncertain and cannot be reasonably estimated at this time. In addition, continued long lead times of grid equipment such as transformers may impact our development cycle.

Current wording

The current economic environment remains uncertain, and the extent to which our operating and financial results for future periods will be impacted by the conflicts in Ukraine, Iran, Israel and the broader Middle East region, rates of inflation, instability in the financial services sector, supply-chain disruptions, governmental implementation of tariffs or other changes in restrictions on trade and efforts to reduce inflation and any recession will largely depend on future developments, which are highly uncertain and cannot be reasonably estimated at this time. In addition, continued long lead times of grid equipment such as transformers may impact our development cycle.

Previous wording

The U.S. federal government and some state and local governments provide incentives to end users and owners of EVs and EV charging stations in the form of rebates, tax credits, low-cost funding and other financial incentives that promote EV adoption and related EV charging infrastructure. However, tax incentives may expire, grant programs will end when the allocated funding from the IIJA is exhausted or may be impacted as a matter of potential change in regulatory or legislative policy. Legislative or regulatory actions under the current administration or 119th Congress could impact the availability or value of these incentives. Further, the impact of the IRA and other government EV initiatives, including regulatory requirements and restrictions that may impact our ability and our competitors’ ability to take advantage of such initiatives, cannot be known with any certainty at this time, and we may not reap any or all of the expected benefits of the IRA or the IIJA if material changes are made to these laws or the regulations issued thereunder, which could negatively affect the EV market and adversely impact our business operations and expansion potential.

Current wording

The U.S. federal government and some state and local governments provide incentives to end users and owners of EVs and EV charging stations in the form of rebates, tax credits, low-cost funding and other financial incentives that promote EV adoption and related EV charging infrastructure. However, tax incentives may expire, grant programs will end when the allocated funding from the IIJA or other funding sources are exhausted or may be impacted as a matter of potential change in regulatory or legislative policy. In particular, OBBBA will lead to a sunset of federal incentives for EV purchases after September 30, 2025, and the federal tax credits for alternative fuels such as EV charging will terminate for any locations placed in service after June 30, 2026.

Previous wording

In addition, a number of states offer various rebates, grants and tax credits to incentivize both EV and EVSE purchases. In many states, utilities offer rebates or other incentive programs, typically called “make-ready” programs, to incentivize the development of EV charging infrastructure.

Current wording

In addition to state and federal incentives, utilities offer rebates or other incentive programs, typically called “make-ready” programs, to incentivize the development of EV charging infrastructure. These are not impacted by changes in federal policy.

Previous wording

We rely on numerous internally developed, including through a joint development agreement with Delta, and externally sourced hardware and software technologies to operate our network and generate earnings. We engage a variety of third-party vendors for non-proprietary hardware and software components and software-as-a-service elements. Our ability to continue to integrate our technology stack with technological advances in the wider EV ecosystem including EV model characteristics, charging standards, charging hardware, software and battery chemistries and value-added customer services will determine our sustained competitiveness in offering charging services. There is a risk that some or all of the components of the EV technology ecosystem will become obsolete and that we will be required to make significant investments to continue to effectively operate our business. For example, SAE International, a standards-developing organization for automotive engineering professionals, is currently working on finalizing the SAE J3400 industry standard. We began adding NACS connectors to our fast-charging network in early 2025; however, continued integration of NACS connectors in future charger installations and on certain existing chargers will require investment and management attention.

Current wording

We rely on numerous internally developed technologies, including through a joint development agreement with Delta, and externally sourced hardware and software technologies to operate our network and generate earnings. We engage a variety of third-party vendors for non-proprietary hardware and software components and software-as-a-service elements. Our ability to continue to integrate our technology stack with technological advances in the wider EV ecosystem including EV model characteristics, charging standards, charging hardware, software and battery chemistries and value-added customer services will determine our sustained competitiveness in offering charging services. There is a risk that some or all of the components of the EV technology ecosystem will become obsolete and that we will be required to make significant investments to continue to effectively operate our business. For example, SAE International, a standards-developing organization for automotive engineering professionals, has recently approved the SAE J3400 industry standard (also known as NACS) for production. We began adding NACS connectors to our fast-charging network in early 2025 and intend to continue this effort; however, continued integration of NACS connectors in future charger installations and on certain existing chargers will require investment and management attention to select chargers which properly balance expectations of existing customers while attracting new users who prefer to use NACS connectors.

Previous wording

We derive revenue from selling regulatory credits earned for participating in LCFS programs, or other similar carbon or emissions trading schemes, in various jurisdictions in the U.S. The sale of these credits are based on market prices. These credits are exposed to various market and supply and demand dynamics which can drive price volatility and which are difficult to predict. Price fluctuations in credits may have a material effect on future results of operations. The availability of such credits depends on continued governmental support for these programs. If these programs are modified, reduced or eliminated, our ability to generate this revenue in the future would be adversely impacted. We are currently monitoring the implementation of changes agreed upon in 2024 that would strengthen California’s LCFS program, once the new regulations are in effect. In addition to California, we are also monitoring implementation of New Mexico’s program and a number of Clean Fuels proposals being contemplated in state legislatures across the U.S.

Current wording

We derive revenue from selling regulatory credits earned for participating in LCFS programs, or other similar carbon or emissions trading schemes, in various jurisdictions in the U.S. The sale of these credits is based on market prices. These credits are exposed to various market and supply and demand dynamics which can drive price volatility and which are difficult to predict. Price fluctuations in credits may have a material effect on future results of operations. The availability of such credits depends on continued governmental support for these programs. If these programs are modified, reduced or eliminated, our ability to generate this revenue in the future would be adversely impacted. We are currently monitoring the impact of a set of amendments to strengthen California’s LCFS program, which went into effect on July 1, 2025. In addition to California, we are also monitoring implementation of New Mexico’s program and a number of Clean Fuels proposals being contemplated in state legislatures across the U.S.

Previous wording

We believe that EV charging is subject to seasonality related to driving, travel and economic activity that impacts demand for charging. For example, Americans typically drive more miles in the summer months and fewer in the winter months, especially in January and February. Our rideshare drivers also typically experience lower activity levels in the first quarter. The exact impact that these underlying trends have on charging demand has been difficult to discern given the growth in throughput and utilization that we have experienced over the past several years. Lastly, we experience seasonality in our electric costs as many electric utilities charge higher rates in the summer (typically defined as a four-month period starting in June), than the rest of the year.

Current wording

We believe that EV charging is subject to seasonality related to driving, travel and economic activity that impacts demand for charging. For example, Americans typically drive more miles in the summer months and fewer in the winter months, especially in January and February. Our rideshare drivers also typically experience lower activity levels in the first quarter. Lastly, we experience seasonality in our electric costs as many electric utilities charge higher rates in the summer (typically defined as a four-month period starting in June), than the rest of the year.

Previous wording

Total revenue for the three months ended March 31, 2025 increased $20.1 million, or 36%, to $75.3 million compared to $55.2 million for the three months ended March 31, 2024. As further discussed below, the increase in revenue was primarily due to an $11.7 million increase in retail charging revenue, a $4.3 million increase in eXtend revenue, a $2.7 million increase in commercial charging revenue, and a $2.5 million increase in OEM charging revenue.

Current wording

Total revenue for the three months ended June 30, 2025 increased $31.4 million, or 47%, to $98.0 million compared to $66.6 million for the three months ended June 30, 2024. As further discussed below, the increase in revenue was primarily due to a $10.4 million increase in retail charging revenue, a $9.7 million increase in eXtend revenue, and a $5.4 million increase in ancillary revenue, and a $4.3 million increase in OEM charging revenue.

Previous wording

*Charging Revenue, OEM.*Charging revenue, OEM, for the three months ended March 31, 2025 increased $2.5 million, or 92%, to $5.3 million compared to $2.7 million for the three months ended March 31, 2024. Period-over-period growth was primarily due toa greater number of customer enrollments from our OEM partners

Current wording

*Charging Revenue, OEM.*Charging revenue, OEM, for the three months ended June 30, 2025 increased $4.3 million, or 117%, to $7.9 million compared to $3.6 million for the three months ended June 30, 2024. Period-over-period growth was primarily due toa greater number of customer enrollments from our OEM partners.

Previous wording

*Regulatory Credit Sales.*Regulatory credit sales for the three months ended March 31, 2025 increased $0.8 million, or 37%, to $2.8 million compared to $2.0 million for the three months ended March 31, 2024 due toincreased throughput resulting in additional credit generation.

Current wording

*Regulatory Credit Sales.*Regulatory credit sales for the three months ended June 30, 2025 increased $0.7 million, or 40%, to $2.5 million compared to $1.7 million for the three months ended June 30, 2024 due toincreased throughput resulting in additional credit generation.

Previous wording

*Network Revenue, OEM.*Network revenue, OEM, for the three months ended March 31, 2025 decreased $2.2 million, or 63%, to $1.3 million compared to $3.4 million for the three months ended March 31, 2024. The period-over-period decrease was primarily due to a higher amount of breakage realized during the three months ended March 31, 2024 related to an OEM program that is winding down.

Current wording

*Network Revenue, OEM.*Network revenue, OEM, for the three months ended June 30, 2025 decreased $1.5 million, or 93%, to $0.1 million compared to $1.6 million for the three months ended June 30, 2024. The period-over-period decrease was primarily due to decreased breakage realized during the three months ended June 30, 2025 related to an OEM program that ended during the three months ended June 30, 2025.

Previous wording

Charging Network. Charging network cost of sales for the three months ended March 31, 2025 increased $10.9 million, or 58%, to $29.6 million compared to $18.7 million for the three months ended March 31, 2024. The increase in charging network cost was primarily due to a $7.3 million increase in usage-related energy costs resulting from increased throughput and a $3.6 million increase in non-energy costs due to the growth of our charging network.

Current wording

Charging Network. Charging network cost of sales for the three months ended June 30, 2025 increased $9.5 million, or 41%, to $32.5 million compared to $23.1 million for the three months ended June 30, 2024. The increase in charging network cost was primarily due to a $5.9 million increase in energy costs resulting from increased throughput, a $2.2 million increase in maintenance costs, and a $0.9 million increase in fixed site-related costs due to the growth of our charging network.

Previous wording

Other. Other cost of sales for the three months ended March 31, 2025 increased $1.2 million, or 6%, to $20.4 million compared to $19.2 million for the three months ended March 31, 2024. The increase in other cost of sales was primarily due to a $2.4 million increase in costs to support our eXtend revenue, which was partially offset by a $1.0 million decrease in costs related to equipment sales.

Current wording

Other. Other cost of sales for the three months ended June 30, 2025 increased $11.2 million, or 43%, to $37.2 million compared to $26.0 million for the three months ended June 30, 2024. The increase in other cost of sales was primarily due to an$8.4 million increase to support our eXtend revenue and a $2.8 million in costs for a sales-type lease arrangement with a dedicated fleet customer, which were partially offset by a $0.3 million decrease in costs related to ancillary construction revenue.

Previous wording

Depreciation, Net of Capital-Build Amortization. Depreciation, net of capital-build amortization, for the three months ended March 31, 2025 increased $5.6 million, or 54%, to $16.0 million compared to $10.4 million for the three months ended March 31, 2024 due to the growth of our charging network.

Current wording

Depreciation, Net of Capital-Build Amortization. Depreciation, net of capital-build amortization, for the three months ended June 30, 2025 increased $3.2 million, or 29%, to $14.3 million compared to $11.1 million for the three months ended June 30, 2024 due to the growth of our charging network.

Previous wording

Gross profit for the three months ended March 31, 2025 increased $2.5 million to $9.3 million, compared to $6.8 million for the three months ended March 31, 2024. Gross margin for the three months ended March 31, 2025 and 2024 was 12.4%.

Current wording

Gross profit for the three months ended June 30, 2025 increased $7.5 million to $13.9 million, compared to $6.4 million for the three months ended June 30, 2024. Gross margin for the three months ended June 30, 2025 and 2024 was 14.2% and 9.6%, respectively.

Previous wording

*General and Administrative Expenses.*General and administrative expenses for the three months ended March 31, 2025 increased $4.4 million, or 13%, to $38.6 million compared to $34.2 million for the three months ended March 31, 2024. The increase was primarily driven by a $2.3 million increase in payroll costs due to the increase in headcount, a $1.1 million increase in professional and legal fees, and a $0.5 million increase in software costs.

Current wording

*General and Administrative Expenses.*General and administrative expenses for the three months ended June 30, 2025 increased $6.8 million, or 20%, to $40.6 million compared to $33.8 million for the three months ended June 30, 2024. The increase was primarily driven by a $4.3 million increase in payroll costs due to the increase in headcount, a $2.0 million increase in impairment expense, and a $0.9 million increase in software costs.

Previous wording

*Depreciation, Amortization and Accretion.*Depreciation, amortization and accretion expenses for the three months ended March 31, 2025 decreased $0.9 million, or 18% to $4.1 million compared to $5.0 million for the three months ended March 31, 2024. The decrease was primarily due to $0.6 million in decreased amortization related to intangible

Current wording

*Depreciation, Amortization and Accretion.*Depreciation, amortization and accretion expenses for the three months ended June 30, 2025 decreased $0.8 million, or 17%, to $4.1 million compared to $5.0 million for the three months ended June 30, 2024. The decrease was primarily due to $0.7 million in decreased amortization related to intangible assets, and a $0.3 million decrease in amortization related to software.

Previous wording

During the three months ended March 31, 2025, we had an operating loss of $33.4 million, a decrease of $1.0 million, or 3%, compared to $32.4 million for the three months ended March 31, 2024. Operating margin for the three months ended March 31, 2025 was negative 44.4% compared to negative 58.7% for the three months ended March 31, 2024 primarily due to improved gross margin and improved leveraging of operating expenses.

Current wording

During the three months ended June 30, 2025, we had an operating loss of $30.8 million, an improvement of $1.6 million, or 5%, compared to $32.4 million for the three months ended June 30, 2024. Operating margin for the three months ended June 30, 2025 was negative 31.4% compared to negative 48.6% for the three months ended June 30, 2024 primarily due to improved gross margin and improved leveraging of operating expenses.

Previous wording

Interest expense for the three months ended March 31, 2025 was $0.5 million, due to $1.0 million in paid-in-kind interest and $0.3 million from the amortization of deferred debt issuance costs, partially offset by capitalized interest of $0.8 million. There was no interest expense incurred during the three months ended March 31, 2024.

Current wording

Interest expense for the three months ended June 30, 2025 was $0.9 million, due to $1.4 million in paid-in-kind interest and $0.3 million from the amortization of deferred debt issuance costs related to our DOE Loan entered into in December 2024, partially offset by capitalized interest of$0.8 million. There was no interest expense incurred during the three months ended June 30, 2024.

Previous wording

Interest income for the three months ended March 31, 2025 decreased $0.6 million, or 25%, to $1.7 million compared to $2.3 million for the three months ended March 31, 2024. The decrease was primarily due to the decreased cash held by us and lower interest rates during the three months ended March 31, 2025 compared to the same prior-year period.

Current wording

Interest income for the three months ended June 30, 2025 decreased $0.3 million, or 17%, to $1.7 million compared to $2.1 million for the three months ended June 30, 2024. The decrease was primarily due to the decreased cash held by us and lower interest rates during the three months ended June 30, 2025 compared to the same prior-year period.

Previous wording

Other expense, net, for the three months ended March 31, 2025 and 2024 was de minimis.

Current wording

Other income (expense), net, for the three months ended June 30, 2025 and 2024 was de minimis.

Previous wording

*Charging Revenue, Retail.*Charging revenue, retail, for the three months ended March 31, 2025 increased $11.7 million, or 64%, to $30.0 million compared to $18.3 million for the three months ended March 31, 2024. Period-over-period growth was primarily due to overall increase in throughput volume from a greater number of customers and more throughput per customer.

Current wording

*Charging Revenue, Retail.*Charging revenue, retail, for the six months ended June 30, 2025 increased $22.1 million, or 54%, to $62.8 million compared to $40.7 million for the six months ended June 30, 2024. Period-over-period growth was primarily due to an overall increase in throughput volume from a greater number of customers and more throughput per customer.

Previous wording

Charging Revenue, Commercial. Charging revenue, commercial, for the three months ended March 31, 2025 increased $2.7 million, or 52%, to $7.8 million compared to $5.1 million for the three months ended March 31, 2024. Period-over-period growth was primarily due tohigher charging volumes from a greater number of public fleet customers and more throughput per customer.

Current wording

Charging Revenue, Commercial. Charging revenue, commercial, for the six months ended June 30, 2025 increased $5.1 million, or 45%, to $16.4 million compared to $11.3 million for the six months ended June 30, 2024. Period-over-period growth was primarily due tohigher charging volumes from a greater number of public fleet customers and more throughput per customer.

Previous wording

eXtend Revenue. eXtend revenue for the three months ended March 31, 2025 increased $4.3 million, or 23%, to $23.5 million compared to $19.2 million forthe three months ended March 31, 2024. The increase was primarily due to an $11.7 million increase due to more construction projects in process or completed and, to a lesser extent, an increase due to the recognition of certain construction change order costs that were incurred in a prior year, which was partially offset by an $8.0 million decrease in equipment sales compared to the same prior-year period.

Current wording

eXtend Revenue. eXtend revenue for the six months ended June 30, 2025 increased $14.1 million, or 30%, to $60.9 million compared to $46.8 million forthe six months ended June 30, 2024. The increase was primarily due to a $10.4 million increase due to more construction projects in process or completed and, to a lesser extent, an increase due to the recognition of certain construction change order costs that were incurred in a prior year, an increase of $1.9 million in equipment sales, a $0.9 million increase in operating and maintenance revenue, and a $0.9 million increase in consulting revenue compared to the same prior-year period.

Previous wording

*Ancillary Revenue.*Ancillary revenue for the three months ended March 31, 2025 increased $0.3 million, or 7% to $4.7 million compared to $4.4 million for the three months ended March 31, 2024. The increase was primarily due to a $2.2 million increase in revenue from dedicated fleet customers, offset by a $1.2 million decrease in equipment sales.

Current wording

*Ancillary Revenue.*Ancillary revenue for the six months ended June 30, 2025 increased $5.7 million, or 73%, to $13.5 million compared to $7.8 million for the six months ended June 30, 2024. The increase was primarily due to $5.3 million of revenue recognized from a sales-type lease arrangement with a dedicated fleet customer during the six months ended June 30, 2025 combined with a $3.0 million increase in other revenue from dedicated fleet customers, partially offset by a $1.4 million decrease in equipment sales and a $0.7 million decrease in construction revenue compared to the same prior-year period.

Previous wording

For the three months ended March 31, 2025, there was a $6.1 million gain resulting from the change in fair values of warrant and earnout liabilities compared to a $1.9 million gain for the three months ended March 31, 2024. The change between periods was primarily due to a larger decrease in the fair value of the warrant and earnout liabilities during the three months ended March 31, 2025 compared to the same prior year period.

Current wording

For the six months ended June 30, 2025, there was a $6.3 million gain resulting from the change in fair values of warrant and earnout liabilities compared to a $2.7 million gain for the six months ended June 30, 2024. The change between periods was primarily due to a larger decrease in the fair value of the warrant and earnout liabilities during the six months ended June 30, 2025 compared to the same prior year period.

Previous wording

Net loss attributable to Class A common stockholders for the three months ended March 31, 2025 was $11.4 million, compared to $9.8 million for the three months ended March 31, 2024. The increase was primarily driven by the decreased net loss attributable to redeemable noncontrolling interest as a result of their decreased ownership percentage impacted by the redemption of OpCo Units, which occurred in December 2024.

Current wording

Net loss attributable to Class A common stockholders for the six months ended June 30, 2025 was $24.4 million, compared to $20.2 million for the six months ended June 30, 2024. Theincrease was primarily driven by the decreased net loss attributable to redeemable noncontrolling interest as a result of their decreased ownership percentage impacted by the redemption of OpCo Units, which occurred in December 2024, partially offset by the $1.2 million increase in other income, net.

Previous wording

Expenses,” “Adjusted General and Administrative Expenses as a Percentage of Revenue,” “EBITDA,” “EBITDA Margin,” “Adjusted EBITDA,” “Adjusted EBITDA Margin,” and “Capital Expenditures, Net of Capital Offsets.” With respect to Capital Expenditures, Net of Capital Offsets, pursuant to the terms of certain OEM contracts, we are paid well in advance of when revenue can be recognized, and usually, the payment is tied to the number of stalls that commence operations under the applicable contractual arrangement while the related revenue is deferred at the time of payment and is recognized as revenue over time as we provide charging and other services to the OEM and the OEM’s customers. Our management therefore uses these measures internally to establish forecasts, budgets, and operational goals to manage and monitor our business, including the cash used for, and the return on, our investment in our charging infrastructure. We believe that these measures are useful to investors in evaluating our performance and help to depict a meaningful representation of the performance of the underlying business, enabling us to evaluate and plan more effectively for the future.

Current wording

This Quarterly Report includes the following non-GAAP financial measures, in each case as defined below: “Charging Network Gross Profit,” “Charging Network Gross Margin,” “Adjusted Cost of Sales,” “Adjusted Cost of Sales as a Percentage of Revenue,” “Adjusted Gross Profit (Loss),” “Adjusted Gross Margin,” “Adjusted General and Administrative Expenses,” “Adjusted General and Administrative Expenses as a Percentage of Revenue,” “EBITDA,” “EBITDA Margin,” “Adjusted EBITDA,” “Adjusted EBITDA Margin,” and “Capital Expenditures, Net of Capital Offsets.” With respect to Capital Expenditures, Net of Capital Offsets, pursuant to the terms of certain OEM contracts, we are paid well in advance of when revenue can be recognized, and usually, the payment is tied to the number of stalls that commence operations under the applicable contractual arrangement while the related revenue is deferred at the time of payment and is recognized as revenue over time as we provide charging and other services to the OEM and the OEM’s customers. Our management therefore uses these measures internally to establish forecasts, budgets, and operational goals to manage and monitor our business, including the cash used for, and the return on, our investment in our charging infrastructure. We believe that these measures are useful to investors in evaluating our performance and help to depict a meaningful representation of the performance of the underlying business, enabling us to evaluate and plan more effectively for the future.

Previous wording

We have a history of operating losses and negative operating cash flows. As of March 31, 2025, we had $170.6 million of cash, cash equivalents and restricted cash and working capital of $140.4 million. As of December 31, 2024, we had $120.5 million of cash, cash equivalents and restricted cash and working capital of $94.0 million. Our net cash inflow for the three months ended March 31, 2025 was $50.1 million. We believe our cash, cash equivalents, and restricted cash on hand as of March 31, 2025 are sufficient to meet our current working capital and capital expenditure requirements for a period of at least twelve months from the filing date of this Quarterly Report.

Current wording

We have a history of operating losses and negative operating cash flows. As of June 30, 2025, we had $183.4 million of cash, cash equivalents and restricted cash and working capital of $134.2 million. As of December 31, 2024, we had $120.5 million of cash, cash equivalents and restricted cash and working capital of $94.0 million. Our net cash inflow for the six months ended June 30, 2025 was $62.9 million. We believe our cash, cash equivalents, and restricted cash on hand as of June 30, 2025 are sufficient to meet our current working capital and capital expenditure requirements for a period of at least twelve months from the filing date of this Quarterly Report.

Previous wording

On December 12, 2024, the Borrower entered into the Guarantee Agreement with the DOE as guarantor. See Part I, Item 1,“Financial Statements — Note 8 — Long-Term Debt” for additional information. The DOE Loan is structured as a senior secured loan facility of up to $1.248 billion, consisting of $1.05 billion of principal and up to $193 million of capitalized interest. The DOE Loan provides that the Borrower may draw on the DOE Loan, each such draw, an Advance, at any time during the Availability Period. Advances under the DOE Loan are subject to the satisfaction of customary conditions, including certification of compliance with the loan documents and specified legal requirements and the ongoing accuracy of representations and warranties. As of March 31, 2025, the Borrower has $979.1 million of principal remaining available to it that it can borrow, subject to the satisfaction of customary conditions. In April 2025, the Borrower received Advances of $18.9 million.

Current wording

On December 12, 2024, Swift Borrower entered into the Guarantee Agreement with the DOE as guarantor. See Part I, Item 1,“Financial Statements — Note 8 — Long-Term Debt” for additional information. The DOE Loan is structured as a senior secured loan facility of up to $1.248 billion, consisting of $1.05 billion of principal and up to $193 million of capitalized interest. The DOE Loan provides that Swift Borrower may draw on the DOE Loan, each such draw, an Advance, at any time during the Availability Period. Advances under the DOE Loan are subject to the satisfaction of customary conditions, including certification of compliance with the loan documents and specified legal requirements and the ongoing accuracy of representations and warranties. As the current administration continues to review and adopt policies that impact the EV sector, there is a risk that changes in regulatory, executive or legislative policy could result in delays or otherwise unduly affect our ability to obtain further Advances under the DOE Loan.

Previous wording

All proceeds from the DOE Loan will be used to reimburse us for up to 80% of certain costs associated with the construction, installation and deployment of approximately 7,500 new DC Stalls nationwide. At the closing of the DOE Loan, we contributed 1,594 DC Stalls from our existing public network to the Borrower as collateral and we may be required to contribute additional DC Stalls or cash to the Borrower from time to time. We, through our subsidiary, EVgo Services, will provide charge point operator services to the Borrower for the duration of the DOE Loan. Cash received from revenues generated from the contributed DC Stalls is restricted to ensure that we have sufficient funds to keep the contributed stations operational and make our required debt service and fee payments.

Current wording

As of June 30, 2025, Swift Borrower has $960.2 million of principal remaining available to it that it can borrow, subject to the satisfaction of customary conditions. All proceeds from the DOE Loan will be used to reimburse us for up to 80% of certain costs associated with the construction, installation and deployment of approximately 7,500 new DC Stalls nationwide. At the closing of the DOE Loan, we contributed 1,594 DC Stalls from our existing public network to Swift Borrower as collateral and we may be required to contribute additional DC Stalls or cash to Swift Borrower from time to time. We, through our subsidiary, EVgo Services, will provide charge point operator services to Swift Borrower for the duration of the DOE Loan. Cash received from revenues generated from the contributed DC Stalls is restricted to ensure that we have sufficient funds to keep the contributed stations operational and make our required debt service and fee payments.

Previous wording

The DOE Loan matures on January 7, 2042. Beginning on March 15, 2030 and March 15, 2032, the Borrower will be required to make quarterly payments of interest and principal, respectively, to the FFB. Interest rates are fixed at the applicable long-dated U.S. Treasury rate plus a combined liquidity spread and risk-based charge of approximately 1.2% in the aggregate, and accrued interest is capitalized until the end of the Availability Period. Subject to certain conditions, including the existence of no events of default, the Borrower may voluntarily prepay any or all of the principal outstanding under the DOE Loan. Additionally, in the event of a Mandatory Prepayment Event (as defined in the Guarantee Agreement), the Borrower shall be required to prepay certain amounts outstanding under the DOE Loan. The Borrower’s obligations to the DOE and FFB under the DOE Loan are secured by a first priority security interest (subject to customary exceptions and permitted liens) in, among other things, the assets of the Borrower and the equity interests of the Borrower.

Current wording

The DOE Loan matures on January 7, 2042. Beginning on March 15, 2030 and March 15, 2032, Swift Borrower will be required to make quarterly payments of interest and principal, respectively, to the FFB. Interest rates are fixed at the applicable long-dated U.S. Treasury rate plus a combined liquidity spread and risk-based charge of approximately 1.2% in the aggregate, and accrued interest is capitalized until the end of the Availability Period. Subject to certain conditions, including the existence of no events of default, Swift Borrower may voluntarily prepay any or all of the principal outstanding under the DOE Loan. Additionally, in the event of a Mandatory Prepayment Event (as defined in the Guarantee Agreement), Swift Borrower shall be required to prepay certain amounts outstanding under the DOE Loan. Swift Borrower’s obligations to the DOE and FFB under the DOE Loan are secured by a first priority security interest (subject to customary exceptions and permitted liens) in, among other things, the assets of Swift Borrower and the equity interests of Swift Borrower.

Previous wording

In July 2022, we entered into the Delta Charger Supply Agreement and the Purchase Order with Delta, pursuant to which we will purchase and Delta will sell EV chargers manufactured by Delta from time to time in specified quantities at certain delivery dates over a period of four years. We are obligated to purchase at least 1,000 chargers (which will enable the construction of 2,000 stalls) pursuant to the Delta Charger Supply Agreement and the Purchase Order with the option, at our election, to increase the number of chargers purchased to 1,100. Under the terms of the Purchase Order, we are required to make full payment on such chargers within 60 days of receipt. Our obligations under the Purchase Order are take-or-pay obligations; however, our liability is capped at a maximum of the greater of $30.0 million or 50% of the value of any outstanding firm orders. We entered into the Delta Charger Supply Agreement and Purchase Order in order to meet our obligations under the Pilot Infrastructure Agreement, other potential contractual commitments and our own needs and we intend to fund the capital expenditure required under the Delta Charger Supply Agreement and Purchase Order with proceeds from the Pilot Infrastructure Agreement as well as cash, cash equivalents and restricted cash on hand.

Current wording

enable the construction of 2,000 stalls) pursuant to the Delta Charger Supply Agreement and the Purchase Order with the option, at our election, to increase the number of chargers purchased to 1,100. Under the terms of the Purchase Order, we are required to make full payment on such chargers within 60 days of receipt. Our obligations under the Purchase Order are take-or-pay obligations; however, our liability is capped at a maximum of the greater of $30.0 million or 50% of the value of any outstanding firm orders. We entered into the Delta Charger Supply Agreement and Purchase Order in order to meet our obligations under the Pilot Infrastructure Agreement, other potential contractual commitments and our own needs and we intend to fund the capital expenditure required under the Delta Charger Supply Agreement and Purchase Order with proceeds from the Pilot Infrastructure Agreement as well as cash, cash equivalents and restricted cash on hand.

Previous wording

Cash used in operating activities for the three months ended March 31, 2025 was $10.2 million compared to $14.1 million for the three months ended March 31, 2024. The year-over-year change primarily reflected a $4.7 million increase in depreciation, amortization and accretion, a $3.2 million increase in cash flows from accounts receivable, net, and a $2.9 million increase in cash flows from deferred revenue, partially offset by a $3.6 million increase in the gain resulting from the change in fair values of the warrant liabilities a $3.0 million decrease in cash flows from prepaids and other current assets and other assets, and a $2.1 million decrease in cash flows from accrued liabilities.

Current wording

Cash provided by operating activities for the six months ended June 30, 2025 was $3.8 million compared to cash used in operating activities of $6.5 million for the six months ended June 30, 2024. The year-over-year change primarily reflected a $14.5 million increase in cash flows from accrued liabilities, a $13.9 million increase in cash flows from accounts receivable, net, and a $7.1 million increase in depreciation, amortization and accretion. This was offset by an $11.0 million decrease in cash flows from accounts payable, a $6.0 million decrease in cash flows from prepaids and other current assets and other assets and a $5.7 million decrease in cash flows from deferred revenue.

Previous wording

Cash used in investing activities for the three months ended March 31, 2025 was $15.0 million, compared to $21.0 million for the three months ended March 31, 2024. The decrease was primarily driven by a decrease in purchases of property, equipment and software.

Current wording

Cash used in investing activities for the six months ended June 30, 2025 was $41.2 million, compared to $45.1 million for the six months ended June 30, 2024. The decrease was primarily driven by a decrease in capital expenditures.

Previous wording

Cash provided by financing activities for the three months ended March 31, 2025 was $75.3 million compared to $1.5 million for the three months ended March 31, 2024. The increase was driven primarily by $75.3 million in proceeds from long-term debt received during the three months ended March 31, 2025, partially offset by a $1.2 million increase in payments of deferred debt issuance costs compared to the same prior-year period.

Current wording

Cash provided by financing activities for the six months ended June 30, 2025 was $100.2 million compared to $5.2 million for the six months ended June 30, 2024. The increase was driven primarily by $94.2 million in proceeds from long-term debt and an increase of $2.9 million in proceeds from capital build funding received during the six months ended June 30, 2025 compared to the same prior-year period.